Unmasked
by Ezra Marcel
Summary: AU. Superhero stories are all fun and games until you start digging deep. That's when you get to the nitty-gritty. The hero that traded in honor for fame. The super who switched sides. The leader who became the damsel. The one driven through life by a quest for revenge. Broken people with broken lives. People don't wonder who can save the superheroes because supers don't get saved.
1. Chapter 1

_"We need to bring this thing down. Now!"_

_The team collectively winced at Brand's voice, its pitch and volume ungodly, as it rattled around in their heads._

_"We're working on it," Pufferfish said, her own voice loud and impatient from the stress of the situation. Her position on top of the Next-Door Neighbors Insurance building gave her the perfect vantage point to scope out the immediate threat. Her purple cape fluttered out behind her in the wind and her latex eye mask was making her eyes water. (Latex had never agreed with her.) Gluestick, decked out in an obnoxious shade of light blue spandex, crouched next to her behind the building's massive AC unit, pounding coordinates into a small tablet hooked to his forearm._

_"Is this really the best he could do?" Wheezer asked via com. If Ruby had looked up she would have seen the smaller girl buzzing around above their heads, accessorized with some super-powerful inhalers and a luchador mask ._

_"What did you expect from a toymaker?" Gluestick replied. "The guy was obsessed with classic toys. Like those plastic boxer things that beat each other up when you hit the button? Or old classic talking dolls. Weird stuff."_

_"So… it's literally just an overgrown toy?" Flinch asked, running laps and evacuation procedures on the crisscrossing city streets below._

_"THIS 'OVERGROWN TOY' IS DESTROYING DOWNTOWN ARLINGTON!" Brand screeched, causing the kids to jump. "PLEASE MAKE FUN OF IT AFTER YOU DESTROY IT!"_

_A sudden crunch caused the building under Pufferfish's feet to sway uneasily. Cemented securely to the roof, Gluestick reached an arm out to steady her. Then, from around the nearest city block, she saw it._

_"Oh my God," Choppers mumbled through the com. Pufferfish didn't remember where she had sent him. At that moment, she didn't really care._

_A giant, ten-story robot of shiny red metal molded in the fashion of a retro children's toy was stomping its way towards them. _

_"This is it?" Pufferfish asked, not sure whether to be intimidated or confused. "This is… all he could think of? This is pathetic!"_

* * *

"This is it? Really?" Ruby Peet asked, crossing her legs daintily one over the other as the world lurched awkwardly around her. "This is all you could think of? Kind of pathetic."

"SHUT UP!" Heathcliff roared over the constant crash and boom of the engines. He had swung around in his pilot's chair to send her an icy glare. "I am _NOT_ in the mood for your sass right now!"

Ruby raised her eyebrows in mock surprise and mimed zipping her mouth shut. Heathcliff made a very displeased noise and turned back to face the viewfinder of his robot.

Outside, the street crunched and the windows cracked. People ran shrieking between the robot's giant feet, and cars swerved into parking garages and alleys to avoid their destruction. Zipping above the city in a pair of yet-to-be-safely-tested rocket boots was a dashing young man in a cape, a mask, and a set of the most overcomplicated braces you had ever seen, trying his best to control traffic and whisk baby carriages out of the way of their impending doom.

"PLEASE TRY AND REMAIN CALM!" he shouted, his voice amplified by the shiny megaphone his braces and rushed together to create in front of him. "BRACEFACE HAS THE SITUATION UNDER CONTROL!"

"Control this!" Heathcliff spat, and with a jerk of a joystick in front of him one of the robot's giant metal fists shot forward and slammed into the young man's body. He was thrown out of view almost too fast to see. The screaming on street level hit a crescendo and Heathcliff laughed in what he probably thought was a maniacal fashion. To Ruby, it sounded more like he had been watching Comedy Central for too long and was mentally numb to the point where everything was funny and resulted in hysterical laughter.

"Did you _see_ that?" he gasped to his viewfinder. He swung around, his hands fisted into his hair in sheer chaotic excitement. "DID YOU _SEE_ THAT? I sent him _flying_! Pchooooooo!" He imitated the noise of a rocket and mimed his hand flying through the air, punctuating it with a great slap to his other hand and then miming an explosion. After a moment he settled and reclined easily in his chair. "Impressive?" he asked, raising a dubious eyebrow. Ruby smiled at him pityingly, the way a parent smiles at a child who feels like they've created the Mona Lisa when all they've done is scrape some boogers onto a piece of paper.

Heathcliff's smile fell and his eyes grew steely. "Fine," he said, his voice hard. He spun his chair away from her again and went back to having his robot walk clumsily down the road. "I don't know what I was expecting you to get from this, anyway. I need to learn to stop overestimating your intellect."

"You need to learn to grasp the concept of talking to yourself," Ruby shot back. "Because Lord knows I'm not listening."

Heathcliff let out a childish cry and smashed an open palm down on a button on his dashboard. One of the robot's arms shot out in a fist, demolishing a billboard and sending pieces flying down onto the road. Ruby rolled her eyes.

"A temper tantrum? Really?" she asked. "You're so predictable. Try surprising me. Mixing it up." She moved her hand in a circle in the air to illustrate the "mixing." "Feels like you're getting stuck in a rut."

Oops. That was it. Heathcliff shrieked and spun around in his chair so fast he would have done a complete 360 if he hadn't shot a foot out to brake himself against the metal floor. He jumped from his chair and stomped over to where the girl sat easily in her own seat. Ruby raised an eyebrow and offered a smirk. "Getting out of the chair?" she asked, feigning bewilderment. "_This_ is new."

"So is choking you to death," Heathcliff hissed, and Ruby tried to imagine what he would look like with one of those cartoony pulsing veins in his head.

"I'm terrified," she said, egging him on. "Honestly, my heart is pounding like you wouldn't believe. Keep it up."

Heathcliff screamed and lashed a hand out to grab a handful of the front of Ruby's blouse. "Do that again," he hissed, spittle flying from his mouth and landing in tiny droplets on Ruby's glasses. "Do that again, and I'll get to tell you to do something horrible." Ruby cast a glance at the pair of oversized teeth in his mouth and looked back up to meet eyes with him. Heathcliff raised an eyebrow. "What?" he asked. "You've got something else to say?" He tightened his grip on her blouse. "Go on," he dared. "Make another joke."

Ruby smirked.

"Knock knock," she said.

Heathcliff didn't even get a chance to react before the sound of shattering glass filled the cabin of the robot and Heathcliff was wrenched off of Ruby from behind. The blond settled back in her seat to see Braceface – glass in his hair and rips in his mask – holding Heathcliff by the back of his over-the-top spandex bodysuit.

"Threatening the lady might be a bit much, don't you think, Übermind?" Braceface taunted. Ruby sighed when she realized that she could hear his voice echoing around outside the robot. The goober had hooked up microphones, ensuring that his adoring public heard his voice.

"I am no longer Übermind!" Heathcliff roared, trying desperately to detach himself from Braceface's grip. "I am _Brainsurge_!"

"Much more threatening," Ruby mumbled, wincing at the sound of her echoing voice and the chuckles of the gathered crowd below.

"You know how I feel about violence in my city," Braceface said, injecting as much obnoxious confidence into his voice as he could squeeze out of the surrounding air. "It looks like our local law enforcement is going to have to teach you a lesson!"

Heathcliff looked up at Braceface miserably. "Padded cell?" he whimpered, despondent.

Braceface nodded, grinning, but upon remembering that his public couldn't hear him he added, "What do _you_ think?"

Ruby watched Braceface hoist Heathcliff – er – Brainsurge, off his feet. (Strength-infused body armor under the costume?) With an effortless shrug, the young hero tossed the skinny villain through the shattered viewfinder. He dropped out of view, shrieking, and Ruby gasped and leapt to her feet, diving across the robot's cockpit to watch him fall gently onto a giant, overinflated balloon, set up neatly at the robot's destructive feet.

She whipped around and stepped towards Braceface, laying a hand over the microphone he had attached to his suit. "I have so many problems with how you handled this," she hissed.

He shrugged. "Write a story, anchorwoman," he said. "But in the meantime, put on a smile. The public is waiting." He held his arms out to her expectantly.

She groaned and rolled her eyes before wrapped her arms around his neck and pulling herself into his arms. She buried her face against his shoulder until her allergy to the costume materials began acting up and her eyes began to water. She lifted her head marginally and felt the cool air hit her face as Braceface lowered the power of his rocket boots and he began his slow, heroic decent to the city streets below.

A raucous round of applause greeted them as they touched down. Ruby gave all of them her best rescued-damsel smile; tearful and innocent, with all the fake courage she could muster. She gave Braceface one last affectionate squeeze for good measure before he let her down beside him on the street. She pretended to be frail and leaned heavily against him as if she didn't have the strength to stand.

Immediately reporters from networks that weren't her own came rushing forward, shouting questions at Braceface and Ruby, who was still pretending to be woozy until her network director came rushing up with a blanket and took her, but not without giving Braceface the most appreciative, grateful smile on the planet. Braceface was kind enough to give him a nod before he got to answering all of the questions thrown his way.

Ruby's director pulled her away to the news van, where the cameraman was hoisting the heavy camera onto his shoulder. "Get off of me," Ruby ordered, shoving her director away and grabbing her microphone from the back of the van. "I'm fine, I'm fine, let's just get this on the air." She took her position, framing the hero perfectly behind her and began a spur-of-the-moment speech when her cameraman gave her a thumbs-up.

* * *

Heathcliff watched the girl's face, which had changed from fearful to professional so quickly, light up the massive screen embedded in the wall of his padded cell. Her ponytail was curled and tossed over one shoulder. Her makeup still looked flawless. Her eyes were strong and she spoke every word with confidence. It was no wonder he still watched all of her broadcasts, no matter how much he hated her. (The strait-jacket and lack of remote control also helped.)

"And once again, we have none other than Braceface to thank for the defeat of Übermind," Ruby said. Heathcliff wasn't even angry enough to yell a correction at the television. "Yet, we here at Studio Six are left wondering. Today's scheme is eerily reminiscent to one he and the rest of the NERDS team faced years ago, belonging to a relevant supervillain of the time called The Toymaker. Could Übermind be losing his touch?"

"In your dreams!" Heathcliff barked, though speaking was difficult thanks to the plastic retainer-like object they had forced over his powerful teeth to stop him from hypnotizing any guards.

"I suppose for now we can only wonder," Ruby said, and Heathcliff narrowed his eyes as he saw Braceface begin to approach her from behind. "But Arlington and the rest of the world can sleep soundly tonight, knowing that we have a hero like Braceface on our side." Braceface leaned down into frame, catching Ruby off-guard. She jumped, but then laughed and gave the hero a chaste kiss on the cheek. Heathcliff felt his face burning and he wretched loudly before rolling out of his sitting position and away from the TV.

He laid there for a long time, and when the TV ceased making noise he thought nothing of it. He tried to sleep, but his restless mind wouldn't let him. He had finally resigned himself to a night of staring blankly at padded walls when an ear-shattering crash sounded outside of his cell. He forced himself back into a sitting position.

"Hello?" he called. The scream of a terrified guard answered him, and then a stunned silence.

Using the wall for leverage, he forced himself onto his feet and gave his cell's door a careful kick.

Nothing.

And then the wall exploded.

Heathcliff shrieked as he was thrown backwards against the opposite wall and landed in a pile of rubble and fraying cushion. He felt a cut in his forehead and he blinked away the skinny stream of blood as he squinted into the overly-bright hallway at his assailant.

Standing in the light was a tall, beautiful silhouette. A woman with curves in all the right places, wearing a black spandex body suit and a pair of heeled boots. Taking careful, measured steps, she walked into Heathcliff's cell. The boy stared up at her, intimidated and possibly in love.

"Hello," she said, and her voice was like sweet music. She got down on her knees and took his chin gently in her hand, her thumb wiping away some of the grime on his face.

"H-hey," he managed. Wow.

The woman giggled and stared down at him. She wore a mask and a voice modifier, but even so she was lovely.

"My name is Miss Information," she said, using the hand that wasn't holding up Heathcliff's face to brush the rubble from his red hair. "I have a proposition for you, Mr. Hodges."


	2. Chapter 2

_The group, collected silently around the large, round table in the NERDS headquarters, stared dumbfounded at the white, latex mask that sat before the agitated-looking teenage boy. His feet were tapping a jittery movement on the floor, and his eyes were looking everywhere that would allow him to avoid the gazes of his teammates and his mentors._

"_You're done, then?" Agent Brand asked, scooting away from the table with an irritated shriek of metal-on-tile. "I don't want you making this any more melodramatic than it needs to be."_

"Alexander_," Ms. Holiday hissed, reaching up and tugging at the man's suit sleeve._

"_You can't quit!" Flinch said, his voice echoing around the cavernous hideout. "We're a team!" This sentiment was echoed by Matilda and Duncan._

"_This team hasn't needed me for a while," Heathcliff said, staring at the hands folded in his lap._

_Ruby groaned and slammed her hand on the table. "Look, I don't like Jackson any more than you do –"_

"_HEY!"_

" – _but you don't see me quitting, do you? You're not always going to get what you want, Hodges, and you shouldn't act like a baby whenever something doesn't go your way!"_

"_I am not acting like a baby!" Heathcliff shouted, and Matilda pulled out her inhaler and pointed it at the redhead._

"_Make my ears ring one more time, Beaver Teeth, and I'm blasting you out of your chair."_

"_No pulling weapons on teammates!" Duncan gasped, grabbing Matilda's inhaler from her and sliding it across the table and out of her reach._

_The room quickly dissolved into chaos with Matilda trying to dive over the table for her inhaler and Duncan and Flinch trying to keep her away from it. Jackson was shouting at Brand to control his kids while Holiday was trying to stop the former FBI agent from finding a proton blaster to kill himself with. In the midst of it all, only Ruby noticed Heathcliff calmly back away from the table and leave the room. After casting a quick glance at the group and knowing she wouldn't be missed, she pushed her chair out as well and followed after him._

_She found him in one of the locker hallways of Arlington Heights High School, walking towards the exit with a limp backpack swung over his shoulder._

"_Hodges!" she shouted, and he stopped._

"_Don't bother trying to convince me to go back," he said, turning around to face her. "I won't. I won't apologize, either. Especially not to the wad with the magic braces."_

"_I wasn't asking you to go back," she said, "or apologize. I don't blame you for being a jerk to Jackson. He deserves it."_

"_Damn right, he does," he boy grumbled, and he crossed his arms tightly across his chest. Ruby sniffled. She was allergic to insecurity. _

"_There are consequences to leaving the team," Ruby said. "I just needed to make sure you knew."_

"_The government will take my powers away. My memories will be erased. My family will be relocated," he said, like he was reading from a list. "I know the drill. I remember Gerdie."_

_Ruby nodded. "And you're okay with all of that?" she asked. "With never seeing any of us again?"_

_Heathcliff shrugged._

"_Did we really mean that little to you?" she asked, and she felt hurt. She didn't have a particular affinity for the pretentious redhead, but they had been working together since they were kids. This was the year the NERDS were supposed to graduate together. Maybe go off and form their own League or something. Apparently NERDS had a bid on some space station headquarters._

"_Were you supposed to mean more?" he asked, and he stared at her like he expected an answer._

_Ruby shook her head, the idea of him losing his memories of the team becoming more and more appealing. "It won't take them long to get to your house and start erasing any knowledge your parents picked up in the last few years. Once you get home, they'll do the same to you."_

"_You're assuming I'll let them touch this." He gave his head a little tap. "I've got too much up here to let it go now. If you believed for a second that I'd let them take away anything I've learned in the last ten years, you've got another thing coming."_

_Ruby frowned. "You're going against NERDS policy?"_

"_As far as I was aware, NERDS policy only applied to NERDS."_

_Ruby opened her mouth to retort, but found herself without anything to say. She just sighed. "Where will you go?" she finally decided, but the words sounded artificial and blocky in her mouth._

_Heathcliff shrugged. "I'll figure something out."_

"_You used to be so good at planning ahead," she said._

_He smiled at her. "You'll learn to hate that about me."_

* * *

"I'm getting really sick of that kid's attitude," Brand growled, pacing agitatedly across the floor, leaning too heavily on his cane. "Every day, he's just got to be more and more theatric. The kid could have been an actor!"

"Agent Brand, _sit down_," Duncan Dewey said, glancing up from behind his laptop. "You're going to give yourself a hernia."

"Don't you tell me to do anything! Since when do I take orders from you?"

"Since I became the only mentally stable one in the room," he said, reaching out and digging his finger into a small bowl of half-congealed paste and shoving it in his mouth. "Where'd Miss Holiday go, anyway?"

"Please don't do that in my presence."

"A guy's gotta eat."

Brand groaned loudly and lowered himself heavily into his chair, pulling his cane into his lap. "We have to talk about Braceface," he said. "We have to talk about him, and his incessant need for attention, and, uh, fanfare, and this stupid thing that he and Pufferfish have going on – "

"Ruby."

"What?" Brand asked, raising an eyebrow at the young man on the other side of the table.

"Ruby," Duncan repeated. "She's Ruby Peet. She's been Ruby Peet since she was eighteen. She hasn't been Pufferfish since high school."

Brand stared at the man for a long time until he sighed very quietly and placed his face in his hands. "I'm so old, Gluestick."

Gluestick nodded and went back to clicking around on his laptop.

Other than the rushing footsteps and occasional explosions coming from the lab positioned somewhere behind them, the headquarters was quiet. It had been quiet for a long time, since the team disbanded however many years ago it was. No more children running after each other with NERF guns getting screamed at by the grown-ups. No more teenagers giving each other half-hearted cold shoulders over forgotten birthdays or prom invitations. No more mindless, childish joy. No more silent, juvenile anger.

No more anything, really.

Adulthood is boring.

"Incoming call from Ms. Holiday," Duncan said reflexively as the notification popped up on his screen. "Feeding to Screen One." With a click, the images on his monitor were transferred to the massive, theater-sized computer hanging on the wall. Duncan clicked "ACCEPT" on the call, and Ms. Holiday's pretty face filled the monitor.

"Sorry I couldn't be there for the port-game meeting," she sighed, and Duncan could tell she was driving by the way her eyes kept moving from the camera to slightly over it. "There was a library media class for the third graders that I totally forgot about." Because of recent budget cuts, Ms. Holiday was now one of three librarians working for the entire school district. She split her time as equally as possible between Nathan Hale Elementary, Banks Junior High, and Arlington Heights High School, but because she also worked for the NERDS Initiative, which was positioned underneath an abandoned textbook printing plant in downtown Arlington, she was frequently travelling between destinations, always on the move, and nearly never there to actually talk to. Just another way life had changed since Duncan grew up, he supposed.

"We needed to talk to you," Brand said, swinging his chair around to face the monitor.

"About what?" she asked, and Duncan braced himself mentally for what was sure to turn into a battle.

"I'm sick of Braceface's need for attention, and he needs an attitude adjustment," Brand stated as plainly as possible. Holiday gave the camera an incredulous look.

"An attitude adjustment? Alexander, how old do you think he is?"

Brand looked over at Duncan. "How old is he?" he asked.

Duncan snorted. "Twenty-four," he said.

Brand looked over at the monitor again. "Twenty-four," he said confidentially. "But he's still acting like a child. Sure, it was cute when he was on posters in every preteen girl's bedroom from here to Orlando, but now that he's doing magazine spreads and television interviews and acting as the face of Arlington's justice department, I think it's time someone showed him the real world, and how you're supposed to act in it."

"And you think you're the right person to teach him that?" she demanded, frustrated. "You? You don't even know these kids' names!"

"Oh, don't start that," he groaned, sinking deeper into his chair.

"When is the last time you actually called Jackson by his first name?" she asked. "Or Duncan? Did you ever call any of the kids by their names?" Duncan's head shot up, wary that he was now being included in their spat.

"When they're in the Playground, they are my employees and they respond to the names they work under," he said stiffly. "End of story."

"But what about when they're not in the Playground?" Ms. Holiday asked. Duncan noticed the images outside of her car windows weren't moving anymore and hypothesized that she had pulled onto the side of the road to yell at him louder without the fear of a car accident. "You only ever treated them as your little soldiers, but these were human lives you were playing around with! Human, _child_ lives. Children need nurturing and attention and the knowledge that there are adults out there who respect them as people!"

"Let's tone it down a little, please," Duncan begged, because some of the scientists had stopped what they were going and were now staring at the large screen.

"I gave them everything they needed," Brand said bitterly. He looked at Duncan. "I did."

"Oh, yes, that explains Heathcliff," Holiday sneered. "Great job showing him how loved he was."

"We are not talking about Heathcliff!" Brand roared, and Duncan quickly moved his finger to the "TERMINATE CALL" button in preparation.

"Well, we are now!" Holiday said. "I've actually been wanting to suggest we remove him from the public enemy list."

The confidence with which she had made the comment was shocking. Duncan blanched and Brand looked like his eyes were about to pop out of his skull.

"Are you insane, woman?" he hissed. "That little terror kidnapped one of our people – er, well, she used to be – and drove a massive robot down the roads of Arlington and nearly killed someone!"

"But he didn't," she said plainly. "And he hasn't, in all the years he's been doing this. He's never killed or hurt anybody. Honestly, I'm not even sure if he's really tried."

"I'm pretty sure the way he backhanded Braceface today was a good indication that he was trying," Duncan said skeptically.

"Are we going to ignore the fact that his little stunt today was clearly influenced by a villain the team fought against as children?" Holiday asked. "He's lost his touch. He doesn't have the sort of creativity to keep up with the supply and demand of the villain world. He's just… not a danger anymore. Especially now that he's back under heavy supervision and security. Keeping him on the list, especially at the top, is degrading to Jackson as a hero and possibly putting Heathcliff in danger by suggesting that he needs to be stopped."

"HE _DOES_ NEED TO BE STOPPED!"

"He's in prison, and he has clearly lost it!" Holiday retorted. "Look, that's all I wanted to say. I don't believe we have any reason for Heathcliff to be on our list anymore, and I think we're wasting our time and energy by keeping him there."

"Well, he's staying on the list," Brand snarled. "End of story."

It looked like Holiday was about to slam out another retort when Duncan suddenly interrupted with a surprised "Incoming call from Flinch."

Brand raised his eyebrows. "What does he want?"

"Guess we're going to find out," Duncan shrugged. "Feeding to Screen One. Activating split screen with Call One."

Brand and Duncan (and the assorted scientists who had stopped doing their jobs to stare at the spat) turned to face the monitor and watched as Ms. Holiday's image shrunk to take up only half of the screen, while the other side was taken up by a jittery, dark face covered in a red latex eye mask and a rather dashing goatee.

"Flinch, what's going on?" Duncan asked. "You never call us."

"Never needed to, Muchacho. You guys were usually on this," the man on screen said. He was gasping heavily, and from the way the picture from Flinch's wrist-mounted camera was shaking, he could guess that he had just done a large amount of running with a small amount of energy.

"On what?" Brand demanded.

"Heathcliff's breakouts," Flinch said. "Dr. Pseudonym or whatever managed to escape and decimated the entire prison block where he was being held. Three people are dead, and fourteen people are in the hospital. Nine of them are in critical condition."

"WHAT?" Brand and Holiday both shrieked simultaneously. Brand narrowed his eyes at Ms. Holiday's side of the screen. "And this is why he's staying on the list," he hissed. He spun around and turned to Duncan. "Get Braceface on the com _RIGHT NOW_!"

"Yessir," Duncan said, pulling up another program on his laptop.

"When Mr. Crazypants broke out, he allowed a lot of other inmates to escape as well. I'm chasing down as many as I can, but I haven't used the harness in so long and I feel like I'm dying," Flinch managed.

"It's probably too small," Duncan observed. "You haven't worn it in… what, two years? I can refit it for you, but right now you need to focus on getting those inmates back to the prison before they hurt anybody."

"Or before anybody hurts them," Flinch added, and the picture changed, flashing to the sky momentarily before settling back on Flinch, who had stood up from where he was slumped against the brick wall of an alley. "I haven't seen Ninja Girl out tonight, but she might not have gotten the news, and when she does, those inmates are gonna – "

"I've got Braceface on the line!" Duncan interrupted. "Alrighty – Flinch, you get back out there and round up as many of those guys as you can. When you finish, meet up with Braceface and help him to track down Heathcliff."

"And bring him in as soon as possible," Holiday suddenly added. "What he did tonight is far more violent than anything I've known him to be capable of. I have no idea what else he could be willing to do."

"Aye-aye," Flinch nodded, and his image disappeared.

Brand glanced up at the screen, which again just showed Ms. Holiday's face. "Change your mind about that list?" he sneered.

Holiday bit her lip and terminated the call.


End file.
